Fleet CEO Broadcasts Declaration of Independence

Terrence Murray has a message for Wall Street: His company is not takeover bait.

Seeking to dispel widespread speculation, the chairman and chief executive officer of Fleet Financial Group insisted Wednesday that it is well positioned to remain independent and thrive. In the first half of this year, he pointed out, operating earnings advanced 12%.

"If you can keep putting numbers like that up, there's no incentive" to sell, Mr. Murray said. "If we hit a wall, then we'll evaluate what's best for shareholders."

Through a series of brokerage and mutual fund acquisitions, Boston-based Fleet has spent the past year building a fee-generating engine to fuel its earnings. But that acquisitive streak hurt its stock valuation as investors questioned Fleet's ability to digest its new businesses.

The skepticism led some market-watchers to label Fleet a takeover candidate. But in an interview Wednesday, Mr. Murray put the kibosh on that idea.

"We're actively looking to continue to leverage the franchise that we've spent 10 years building," Mr. Murray said. "There's a lot of juice still in that orange."

Mr. Murray took his case to analysts in New York on Wednesday. And those who met with him called his argument sound.

"You get the sense that they don't feel under the gun anymore," said Thomas Theurkauf, an analyst at Keefe Bruyette & Woods. "You get the sense that it's a company that's really ready to take the offensive and look for growth."

Analysts said the bank's recent performance was hard to ignore. For the first six months of 1998, revenues jumped 10%, to $3.2 billion, with fee- generating businesses contributing 45% of that total.

"It's hard to poke a hole in the numbers," Mr. Theurkauf said. Mr. Murray "has augmented what was once a very traditional bank and probably created better long-term growth possibilities than they would have had before."

Still, the $100 billion-asset Fleet trades at a multiple of 16.4 times earnings. Regional banking peers like Norwest Corp. in Minneapolis and SunTrust Banks in Atlanta trade at multiples of 18.9 and 20.7, respectively.

"We have been such an acquirer and the market doesn't like acquirers," Mr. Murray said. "There's always some skepticism in terms of integrating and getting the true cost saves and the enhanced revenues."

"I think there's an education to be done."

Mr. Murray said results from three recent acquisitions-Quick & Reilly Group, a New York brokerage firm; Columbia Management Corp., a Portland asset management firm; and the credit card operations of Advanta Corp. in Spring House, Pa.-were helping to fuel revenue growth and earnings.

He projected that Quick & Reilly would bring in $125 million in revenues for the year. The Advanta card portfolio is projected to add another $100 million.

Cross-marketing of Fleet's Galaxy Funds and the Columbia funds has already begun through Quick & Reilly offices, and the bank is adding new products like a cash management account to bring in additional customers.

"We've built a fabulous franchise," Mr. Murray said. "We are not dependent on any one business. We've got a good blend of corporate, retail, investment banking, national businesses. All of them are humming. There is enormous value in this company."

Eugene McQuade, Fleet's chief financial officer who was along for the visit, said the focus on fee-generating businesses was part of a strategy to move the bank into higher-profit services.

"What we're all about is trying to shift the customer base into sophisticated products with a higher profit margin that you can grow a little faster," he said.

Mr. Murray said the bank would continue to make acquisitions, particularly to build its investment management, processing, capital markets, mortgage, and credit card operations.

A bank acquisition is also possible, Mr. Murray said.

"If the right situation came along and joint shareholders could create instant incremental value, absolutely," he said.

He cautioned, however, that "we're not actively looking to buy."

Many analysts said Fleet would most likely favor a merger of equals for its next move. Mr. Murray agreed.

"I think we have been an aggressive buyer but very disciplined. We're not going to go out and make any dilutive acquisitions."

Fleet and BankBoston Corp. reportedly held talks in the spring, and Fleet has been rumored to be looking at PNC Bank Corp. in Pittsburgh, analysts said.

"There is a general sense that somewhere in the future there is a deal," said Nancy A. Bush, an analyst at Ryan Beck & Co. "Somewhere in the line of a major MOE."

PNC, in particular, would solve Fleet's "New Jersey problem," Ms. Bush said. Fleet has a presence in the northern corner of the state, and would like to penetrate it further, she said.

PNC also has a $50 billion mortgage servicing operation and an asset management unit that would be attractive to Fleet, Ms. Bush added.

Some analysts said they were surprised by the fervor exhibited by Mr. Murray and the normally reserved Mr. McQuade.

"I've never seen them more enthusiastic," said Anthony Polini, an analyst at Advest.

Throughout its acquisition spree, Fleet executives had been telling Wall Street that the additions would add to revenues and earnings almost immediately, Mr. Polini said. "You get that sense with the second quarter numbers."

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